36C25919Q0448-001.docx

36C25919Q0448

PAGE 1 OF

1. REQUISITION NO.

2. CONTRACT NO.

3. AWARD/EFFECTIVE DATE

4. ORDER NO.

5. SOLICITATION NUMBER

6. SOLICITATION ISSUE DATE

a. NAME

b. TELEPHONE NO. (No Collect Calls)

8. OFFER DUE DATE/LOCAL

TIME

9. ISSUED BY

CODE

10. THIS ACQUISITION IS

UNRESTRICTED OR

SET ASIDE:

% FOR:

SMALL BUSINESS

HUBZONE SMALL

BUSINESS

SERVICE-DISABLED

VETERAN-OWNED

SMALL BUSINESS

WOMEN-OWNED SMALL BUSINESS

(WOSB) ELIGIBLE UNDER THE WOMEN-OWNED

SMALL BUSINESS PROGRAM

EDWOSB

8(A)

NAICS:

SIZE STANDARD:

11. DELIVERY FOR FOB DESTINA-

TION UNLESS BLOCK IS

MARKED

SEE SCHEDULE

12. DISCOUNT TERMS

13a. THIS CONTRACT IS A

RATED ORDER UNDER

DPAS (15 CFR 700)

13b. RATING

14. METHOD OF SOLICITATION

RFQ

IFB

RFP

15. DELIVER TO

CODE

16. ADMINISTERED BY

CODE

17a. CONTRACTOR/OFFEROR

CODE

FACILITY CODE

18a. PAYMENT WILL BE MADE BY

CODE

TELEPHONE NO.

DUNS:

DUNS+4:

PHONE:

FAX:

17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER 18b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18a UNLESS BLOCK BELOW IS CHECKED

SEE ADDENDUM

19.

20.

21.

22.

23.

24.

ITEM NO.

SCHEDULE OF SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

(Use Reverse and/or Attach Additional Sheets as Necessary)

25. ACCOUNTING AND APPROPRIATION DATA

26. TOTAL AWARD AMOUNT (For Govt. Use Only) 27a. SOLICITATION INCORPORATES BY REFERENCE FAR 52.212-1, 52.212-4. FAR 52.212-3 AND 52.212-5 ARE ATTACHED. ADDENDA

ARE

ARE NOT ATTACHED.

27b. CONTRACT/PURCHASE ORDER INCORPORATES BY REFERENCE FAR 52.212-4. FAR 52.212-5 IS ATTACHED. ADDENDA

ARE

ARE NOT ATTACHED

28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN _______________

29. AWARD OF CONTRACT: REF. ___________________________________ OFFER

COPIES TO ISSUING OFFICE. CONTRACTOR AGREES TO FURNISH AND

DATED ________________________________. YOUR OFFER ON SOLICITATION

DELIVER ALL ITEMS SET FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY

(BLOCK 5), INCLUDING ANY ADDITIONS OR CHANGES WHICH ARE

ADDITIONAL SHEETS SUBJECT TO THE TERMS AND CONDITIONS SPECIFIED

SET FORTH HEREIN IS ACCEPTED AS TO ITEMS:

30a. SIGNATURE OF OFFEROR/CONTRACTOR 31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER) 30b. NAME AND TITLE OF SIGNER (TYPE OR PRINT) 30c. DATE SIGNED 31b. NAME OF CONTRACTING OFFICER (TYPE OR PRINT) 31c. DATE SIGNED

AUTHORIZED FOR LOCAL REPRODUCTION

(REV. 2/2012)

PREVIOUS EDITION IS NOT USABLE

Prescribed by GSA - FAR (48 CFR) 53.212

7. FOR SOLICITATION

INFORMATION CALL:

STANDARD FORM 1449

OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30

SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS

36C25919Q0448 10-11-2019 Mitchael Purdom 918-577-4435 10-21-2019 14:00 36C259 Department of Veterans Affairs Network Contracting Office

NCO 19

1011 Honor Heights Dr Muskogee OK 74401 X X 541350 $7.5 Million N/A X VA Eastern Oklahoma Health Care System 1011 Honor Heights Dr Muskogee Ok 74401

36C259 Department of Veterans Affairs Network Contracting Office

NCO 19

1011 Honor Heights Dr Muskogee OK 74401

Department of Veterans Affairs Financial Service Center PO Box 149971 Austin TX 78714-9971 See CONTINUATION Page Respond to Solicitation Preferred: E-Mail to mitchael.purdom@va.gov Acceptable: Mail to (See Block 9 Above) Must be recevied on/before due date/time (see Block 8) ****Faxes will not be accepted **** See CONTINUATION Page X X Lance Davis

NCO1616L2-5045

Table of Contents

SECTION B - CONTINUATION OF SF 1449 BLOCKS

B.1 CONTRACT ADMINISTRATION DATA

1. Contract Administration: All contract administration matters will be handled by the following individuals:

a. CONTRACTOR:

b. GOVERNMENT: Contracting Officer 36C259

Department of Veterans Affairs Network Contracting Office

NCO 19

1011 Honor Heights Dr Muskogee OK 74401

2. CONTRACTOR REMITTANCE ADDRESS: All payments by the Government to the contractor will be made in accordance with:

3. INVOICES: Invoices shall be submitted in arrears:

4. GOVERNMENT INVOICE ADDRESS: All Invoices from the contractor shall be submitted electronically in accordance with VAAR Clause 852.232-72 Electronic Submission of Payment Requests.

Department of Veterans Affairs Financial Service Center PO Box 149971 Austin TX 78714-9971

ACKNOWLEDGMENT OF AMENDMENTS: The offeror acknowledges receipt of amendments to the Solicitation numbered and dated as follows:

Page 1 of Page 1 of

Performance Work Statement Chemical Water Treatment/Testing Boilers Eastern Oklahoma VA Health System Muskogee, OK 74401

Chemical Water Treatment Supplies and Services

Introduction:

The chemical water treatment contractor shall make available all materials, supplies and technical advisory services for proper chemical treatment and control of all boiler water, condensate, and steam systems to achieve specified results as stated.

1. VA will provide the following equipment: Monitoring Equipment- all needed for monitoring corrosion rates of return condensate lines. This equipment and sensors are installed in the Boiler Plant. All Blow Down Equipment. Treatment Equipment; Chemical Mixing Tank(s) as needed, Chemical Injection Pump(s) as needed and all associated piping and fittings from Mixing Tank(s) to point(s) of chemical injection. VA will provide the following Testing Equipment; HACH DR850 or newer model, Conductivity Meter, and PH Meter. VA will provide all necessary calibration standards for VA owned meters. VA provides Dissolved Oxygen test reagent. Contractor is required to perform Conductivity, Dissolved Oxygen and PH Test by use of Meters. The use of Colorimetric Test Methods by visual color comparison for these tests is not permitted. All other Test Methods provided by the contractor must be comparable in procedures and methods to HACH brand test kits. All tests possible will be performed utilizing the HACH Colorimeter. This is to reduce error due to individual color vision perception. VA will provide all salt and resins necessary for use by the Water Softeners.

1. VAMC boiler plant employees will be responsible for continuous feeding of chemicals and performing all VA required daily water tests. The contractor will provide initial technical training and assistance to all VAMC employees as specified in “On-Site Services”. The contractor will provide onsite visits as specified in “On-Site Services”. The contractor is responsible for conducting inventory of all Contractor provided equipment and supplies and maintaining a thirty day minimum supply in the Boiler Plant or in a location as directed by VA at all times. All required supplies will be delivered to the boiler plant within fourteen days of inventory. The contractor is subject to 24/7 emergency call in.

1. The average untreated water quality results are as follows;

Incoming Raw Water – Conductivity = 250 us/cm, Hardness = 8 grains per gallon or 130 ppm and PH = 6.8 Makeup Water (soft) – Hardness = 1ppm.

All Condensate Returns – PH = 6.8, Hardness (can range) 0 to > 60 ppm Surge (Condensate Return Storage) Tank – Conductivity (can equal incoming raw water), Hardness (can exceed 130 ppm). Note; this water is transferred to the Deaerator and then becomes Feed Water.

Average Makeup Water used = 2,500 to 4,500 gallons per day (depending on season) or 15%.

Chemical Water Treatment Contractor Qualifications:

1. The contractor must operate (or continuously maintain a contract with) a state certified laboratory to perform complete scientific analyses of water chemistry, deposits, metallic materials affected by corrosion, and provide recommendations for correction of problems related to the water treatment program.

1. Any personnel changes must be submitted and approved by the Contracting Officer prior to change.

Chemicals and Testing Supplies -Tasks:

1. Provide; with exceptions listed in the Introduction; all chemicals, test kits, test apparatus and reagents and instructional materials as necessary to comply with all contract requirements. Deliver to the Contracting Officer’s Representative, hereinafter designated as COR.

1. Chelate-based chemicals are not permitted. The contractor’s list of potential treatment chemicals shall be provided for VA approval.

1. All chemicals utilized must conform to FDA guidelines: CFR 21, 173.310, BOILER WATER ADDITIVES PERMITTED IN PLANTS WHERE STEAM CONTACTS FOOD. In addition, the chemicals shall conform to all local, state, and federal government regulations on water pollution, and have appropriate EPA registration. The VAMC utilizes boiler steam for food preparation, for humidification, and for surgical equipment sterilization.

1. Furnish refillable onsite chemical storage containers with secondary containment for liquid chemicals if space is available to support the use of these. If providing individual drums of treatment chemicals the maximum size is 15 gallons (this is the current method utilized and must be retained until the end of the plant upgrade project now in progress). If dry form chemicals are provided the maximum size is 50 lbs. No assistance from VA personnel will be provided to deliver chemicals to the place of storage except to provide access.

1. Submit MSDS sheets for all chemicals utilized during the performance of services under this contract. The MSDS sheets will accompany delivery of the chemicals. With no exceptions, MSDS must accompany each delivery. The chemicals will not be handled by VA employees until such MSDS is received onsite by the COR and/or Boiler Plant Work Leader.

1. All chemical containers shall be labeled with complete information on the contents and shall be returnable. Containers with missing labels will not be accepted and shall be removed from the site by the contractor when notified. All bulk containers requiring hazardous waste disposal remain the property of the contractor and must be immediately removed from the site when they are no longer needed at the site. The contractor shall be responsible for disposing of any and all contaminated materials which require special disposal, and it shall be the contractor’s expense.

1. The contractor shall be present during all annual boiler inspections to provide any explanation to the professional boiler inspector concerning the water treatment and conditions of equipment associated with water treatment. These inspections are currently conducted in March, April and May of each year; however, they might occur at different times as determined by VA. The VA will notify Contractor no less than 30 days prior to a scheduled inspection.

Performance Requirements:

All tests possible shall be performed utilizing the VA owned HACH DR850 or newer Colorimeter.

The stated test limits and ranges for the specified test are suggested but may be adjusted as needed unless otherwise stated. All test specified shall be performed. All stated test are to be performed once per month by the Contractor. The Contractor shall perform these test every fourth week. VA test frequencies as stated.

1. Prevent all damage of boiler pressure vessels and systems related to water treatment as evidenced by visual inspections and test reports.

2. There shall be no “pitting” or corrosion as measured by visual inspections of internal boiler water side metals and systems piping.

3. The contractor must maintain control of corrosion rates. Steel corrosion rates shall be less than 2.0 mils per year. Copper corrosion rates shall be less than 0.2 mils per year. The VA shall provide corrosion rate measurement equipment to measure corrosion rates by probes mounted in the four return condensate lines located in the boiler plant.

4. The vendor will establish a layer of magnetic iron oxide (black or dark gray in color) on all steel surfaces as a corrosion barrier.

5. All chemicals shall be fed on a continuous basis directly to the boilers, DA Tank and Surge Tank. Dosage control shall be provided by means of adjustable devices. Timing of injection pumps (as on-off) to inject chemicals is not permitted.

6. There shall be no scale or deposit formation as measured by visual inspections of the boilers internal watersides.

7. Boiler water chemistry must be controlled to minimize blow down. The daily testing and Makeup Water usage will confirm the results.

8. Total Hardness limit in the Makeup Water is set at 5 ppm maximum based on a sample taken from the online Water Softener. The 5 ppm is established as the Water Softener regeneration trigger point. This is to allow for variances in color vision perception due to the use of visual color test method. This limit shall not be increased. VA test frequency is normally once per day.

9. Total Hardness of the Condensate Returns being received back to the boiler plant is desired to be zero ppm in each of the four return lines. A sample shall be taken from each of these four lines. The Contractor is responsible for establishing an upper limit of Total Hardness that will be the trigger point for the operators to dump these returns to waste until they return to within acceptable usage ranges. The four lines are; B-1, B-11/18, B-22/24 and B-52/53. VA test frequency is once per week on each line.

10. PH of the Condensate Returns is suggested to be maintained in the range of 8.0 to 8.5 in each of the four return condensate lines located in the boiler plant. Volatile chemicals such as Amine must be fed into the boilers, instead of the steam header, in order to achieve even dispersal throughout the steam distribution systems. The use of coating / filming agents is not permitted. VA test frequency is once per day.

11. Dissolved Iron in each of the four Condensate Return lines is suggested to be < 1.0 ppm. VA test frequency is once per week on each line.

Performance Requirements: (continued)

12. Total Hardness limit in Surge (Return Condensate Storage) Tank located in the boiler plant is desired to be zero ppm. However due to the operating characteristics of the associated systems it is rarely zero and therefore a Phosphate treatment program is suggested. VA test frequency is once per day. NOTE; this tank is where the Makeup Water is added into the system.

13. Conductivity in Surge (Return Condensate Storage) Tank is suggested to be < 100 us/cm. VA test frequency is once per day.

14. Feed Water (water that is in the storage tank section of the Deaerator) Dissolved Oxygen shall be 7 parts per billion (ppb) maximum, with oxygen scavenger treatment temporarily suspended for a period of no less than 24 hours prior to test. If dissolved oxygen exceeds 12 ppb the contractor will provide chemical treatment recommendation to COR to control excess dissolved oxygen until such time as repairs are made by VA to restore the Deaerator to proper mechanical performance. These limits shall not be increased. VA test frequency is once per month.

15. The Contractor will recommend boiler bottom blow frequencies and amounts of timing. However, all steaming boilers WILL BE bottom blown on a daily basis by VA Operators for no less than 10 seconds per leg as it is accepted good engineering practice.

16. The Contractor will recommend the Continuous Blow Down turn-on and turn-off set points. VA Operators will perform all controller calibrations and configurations.

17. The Contractor shall provide a written “fresh fill to treat” dosage amount of chemicals required based on the gallons of water contained by the boiler at normal operating level to bring the boiler up to within the specified ranges when the boilers are freshly filled with water after being drained. Allowing the boiler chemical residuals to slowly build up to the specified chemical ranges is not permitted as the boilers would be either laid up or operating in an untreated condition for an undetermined amount of time. VA will inject the specified amount of chemicals for fresh filling during the filling process of the boilers.

18. The Contractor shall provide written instructions stating the required amount of chemicals to be injected into the boilers for wet layup. The dosage of Sulfite shall be enough to raise the boiler residual to no less than 200 ppm. The PH of the boiler shall be no less than 10.0. If Phosphate is used it shall be no less than a 60 ppm residual. The method of wet layup used is the Steam Blanket. The boiler is maintained at normal water level and a steam pressure of 10 to 20 psig is maintained on the boiler.

19. Sulfite residual in boilers is suggested to be maintained within the range of 20-40 ppm. Sulfite will be injected in two locations. First into the Surge Tank due that the condensate transfer line is carbon steel and secondly into the DA Tank. The residuals to be carried in these two locations are to be determined by the Contractor with the end result being the range as stated above in the boiler. There are sampling capabilities to allow checking the residual for all three points. Only the boiler residual is required to be tested and reported. The other two test points may be utilized to establish the required injection pump settings. VA test frequency is once per day.

20. Conductivity in boilers is suggested not to exceed 3000 us/cm for the current W&D boilers. The new boilers shall have their maximum Conductivity tolerance evaluated by chemical testing, and the maximum allowable limit shall be set to no less than 500 us/cm below the maximum tolerable limit to prevent carry over, foaming or priming. The use of anti-foaming agents is not permissible. Conductivity is specified because that is what the Continuous Blow Down Controller measures and is calibrated to.

Performance Requirements: (continued)

21. PH in boilers shall be maintained in a range of 10.5 to 12.0. It also serves as a backup in the event there is no reagent available to perform the specified Alkalinity test as PH is indicative of Alkalinity. VA test frequency is once per day.

22. Alkalinity in boilers shall be tested by performing a P&M Alkalinity test and calculating for ‘O’-Alkalinity. It is suggested to be maintained in the following ranges; P = 200 to 400 ppm, M = 300 to 700 ppm, O = 100 to 400 ppm. VA test frequency is once per day.

23. Boiler Silica shall be tested for recording purposes. It shall be recorded in ppm. VA test frequency is once per week.

24. Boiler polymer dispersant residual shall be maintained, as recommended by the selected water treatment vendor. Due to the operating characteristics of the various associated systems a Phosphate type treatment may be necessary for the boilers because of the high potential of hard water contamination at any time. If Phosphate is used a Phosphate test is required and the residual in the boilers is suggested to be 20 to 40 ppm. VA test frequency will be once per day if Phosphate is utilized.

Proposal Requirements:

The base bid proposal is for a monthly monitoring and chemical adjustments to the water system as indicated in the performance requirements plus a four years option proposal to be executed by the VA COR at their discretion.

On-Site Services:

1. The contractor shall provide complete written instructions, supplemented by hands-on instructions and demonstrations, to boiler plant personnel for their performance of routine water tests and for feeding the chemicals into the systems. The instructions shall cover all aspects of safe chemical handling, safe and accurate testing, proper chemical feed quantities, and methods to suit the plant operating parameters and water treatment performance requirements.

1. The contractor shall provide one (four-hour) training session to all boiler plant Operators within one week of the start of a new contract and systems start up. The contractor shall provide one (two-hour) training session every year to be scheduled with the COR.

1. As a minimum, the contractor shall perform the following tests every fourth week, and provide complete written reports with all test results and recommendations. The contractor shall review reports with the COR and/or Boiler Plant Work Leader:

0. Makeup Water (from on line water softener outlet): Conductivity and Hardness.

0. Condensate Return Lines (B-1, B-11/18, B-22/24 & B-52/53): PH, Dissolved Iron and Hardness.

0. Surge (Return Condensate Storage) Tank: Conductivity and Hardness.

0. Feed Water: Dissolved Oxygen.

0. Boiler Water: Alkalinity (by PMO), Conductivity (un-neutralized), Calculate Cycles (based on blended Surge Tank water), PH, Phosphate (only if used), Polymer Residual (if used), Silica and Sulfite.

0. Chemical feed systems: Advise the COR and/or Boiler Plant Work Leader on needed chemical dosage adjustments.

1. The contractor shall visit the plant weekly during the first three months of a new contract. After three months, visits will be made to the plant every fourth week. The tests listed above shall be performed and daily logs of tests performed by boiler plant personnel shall be reviewed. The test results will be reviewed with the plant COR and/or Boiler Plant Work Leader. The contractor will provide recommendations on treatment methods and consult on boiler plant, steam, and condensate distribution system problems as requested. Water samples shall be sent to the laboratory, as necessary, to resolve problems and answer questions. Additional visits will be made at the request of the COR, to resolve problems.

1. Any deficiencies or problems noted with VA test results or with the water treatment specialist’s test results are to be reported immediately to the COR and/or Boiler Plant Work Leader. If problems are found, corrective actions must be recommended immediately. Chemicals, as necessary, shall be provided, and tests performed as necessary to confirm that desired results are achieved.

VA Boiler Plant Staff Responsibilities:

The Boiler Plant personnel will perform all required testing as specified by VA, perform all necessary blow downs and operate all chemical injection equipment and systems. VA employees are not permitted to perform any work on any Contractor owned equipment i.e chemical pumps, refillable chemical containers.

Administrative Requirements:

1. All on site work is to be coordinated with the VA COR at least seven (7) days prior to performance of services.

1. All work shall be performed during the normal daytime working hours of the VA Boiler Plant Work Leader, Monday through Thursday, excluding National Holidays, 0800 to 1600.

1. Situations requiring more frequent analysis and/or special testing other than the specified requirements may arise. The contractor shall not perform any extra work that will increase the cost of the contract work without written authorization from the Contracting Officer. A separate purchase order may be issued to cover the costs associated with the extra work upon request and justification from the contractor.

1. Provide information on the normal delivery time for chemicals. Provide method for emergency chemical deliveries.

1. A laboratory certified by the State shall perform laboratory work.

1. A written report of each analysis and inspection shall be submitted within 24 hours upon completion of each analysis and/or inspection to include a summary report of treatment recommendations based on the analysis report. Each report will be submitted in duplicate to the Boiler Plant Work Leader and to the COR.

1. Provide emergency response, including a site visit if requested, within 4 hours of request, 24 hours a day, and 365 days per year. Maintain a system for 24-hour emergency contact.

1. Respond to routine communications within 24 hours with a visit as necessary.

B.2 PRICE/COST SCHEDULE

ITEM INFORMATION

Boiler Plant Water Treatment and Testing Service Contract BASE per the Performace Work Statment Contract Period: Base POP Begin: 10-01-2019 POP End: 09-30-2020

Boiler Plant Water Treatment and Testing Service Contract OY1 per the Performace Work Statement

POP Begin: 10-01-2020 POP End: 09-30-2021

Boiler Plant Water Treatment and Testing Service Contract OY2 per the Performace Work Statement

POP Begin: 10-01-2021 POP End: 09-30-2022

Boiler Plant Water Treatment and Testing Service Contract OY3 per the Performace Work Statement

POP Begin: 10-01-2022 POP End: 09-30-2023

Boiler Plant Water Treatment and Testing Service Contract OY4 per the Performace Work Statement

POP Begin: 10-01-2023 POP End: 09-30-2024

SECTION C - CONTRACT CLAUSES

C.1 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS (OCT 2018)

(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those items that conform to the requirements of this contract. The Government reserves the right to inspect or test any supplies or services that have been tendered for acceptance. The Government may require repair or replacement of nonconforming supplies or reperformance of nonconforming services at no increase in contract price. If repair/replacement or reperformance will not correct the defects or is not possible, the Government may seek an equitable price reduction or adequate consideration for acceptance of nonconforming supplies or services. The Government must exercise its post-acceptance rights—

(1) Within a reasonable time after the defect was discovered or should have been discovered; and

(2) Before any substantial change occurs in the condition of the item, unless the change is due to the defect in the item.

(b) Assignment. The Contractor or its assignee may assign its rights to receive payment due as a result of performance of this contract to a bank, trust company, or other financing institution, including any Federal lending agency in accordance with the Assignment of Claims Act (31 U.S.C. 3727). However, when a third party makes payment (e.g., use of the Governmentwide commercial purchase card), the Contractor may not assign its rights to receive payment under this contract.

(c) Changes. Changes in the terms and conditions of this contract may be made only by written agreement of the parties.

(d) Disputes. This contract is subject to 41 U.S.C. chapter 71, Contract Disputes. Failure of the parties to this contract to reach agreement on any request for equitable adjustment, claim, appeal or action arising under or relating to this contract shall be a dispute to be resolved in accordance with the clause at FAR 52.233-1, Disputes, which is incorporated herein by reference. The Contractor shall proceed diligently with performance of this contract, pending final resolution of any dispute arising under the contract.

(e) Definitions. The clause at FAR 52.202-1, Definitions, is incorporated herein by reference.

(f) Excusable delays. The Contractor shall be liable for default unless nonperformance is caused by an occurrence beyond the reasonable control of the Contractor and without its fault or negligence such as, acts of God or the public enemy, acts of the Government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe weather, and delays of common carriers. The Contractor shall notify the Contracting Officer in writing as soon as it is reasonably possible after the commencement of any excusable delay, setting forth the full particulars in connection therewith, shall remedy such occurrence with all reasonable dispatch, and shall promptly give written notice to the Contracting Officer of the cessation of such occurrence.

(g) Invoice.

(1) The Contractor shall submit an original invoice and three copies (or electronic invoice, if authorized) to the address designated in the contract to receive invoices. An invoice must include—

(i) Name and address of the Contractor;

(ii) Invoice date and number;

(iii) Contract number, line item number and, if applicable, the order number;

(iv) Description, quantity, unit of measure, unit price and extended price of the items delivered;

(v) Shipping number and date of shipment, including the bill of lading number and weight of shipment if shipped on Government bill of lading;

(vi) Terms of any discount for prompt payment offered;

(vii) Name and address of official to whom payment is to be sent;

(viii) Name, title, and phone number of person to notify in event of defective invoice; and

(ix) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only if required elsewhere in this contract.

(x) Electronic funds transfer (EFT) banking information.

(A) The Contractor shall include EFT banking information on the invoice only if required elsewhere in this contract.

(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a proper invoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicable solicitation provision, contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer—System for Award Management, or 52.232-34, Payment by Electronic Funds Transfer—Other Than System for Award Management), or applicable agency procedures.

(C) EFT banking information is not required if the Government waived the requirement to pay by EFT.

(2) Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C. 3903) and Office of Management and Budget (OMB) prompt payment regulations at 5 CFR part 1315.

(h) Patent indemnity. The Contractor shall indemnify the Government and its officers, employees and agents against liability, including costs, for actual or alleged direct or contributory infringement of, or inducement to infringe, any United States or foreign patent, trademark or copyright, arising out of the performance of this contract, provided the Contractor is reasonably notified of such claims and proceedings.

(i) Payment.—

(1) Items accepted. Payment shall be made for items accepted by the Government that have been delivered to the delivery destinations set forth in this contract.

(2) Prompt payment. The Government will make payment in accordance with the Prompt Payment Act (31 U.S.C. 3903) and prompt payment regulations at 5 CFR part 1315.

(3) Electronic Funds Transfer (EFT). If the Government makes payment by EFT, see 52.212-5(b) for the appropriate EFT clause.

(4) Discount. In connection with any discount offered for early payment, time shall be computed from the date of the invoice. For the purpose of computing the discount earned, payment shall be considered to have been made on the date which appears on the payment check or the specified payment date if an electronic funds transfer payment is made.

(5) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment or that the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shall—

(i) Remit the overpayment amount to the payment office cited in the contract along with a description of the overpayment including the—

(A) Circumstances of the overpayment (e.g., duplicate payment, erroneous payment, liquidation errors, date(s) of overpayment);

(B) Affected contract number and delivery order number, if applicable;

(C) Affected line item or subline item, if applicable; and

(D) Contractor point of contact.

(ii) Provide a copy of the remittance and supporting documentation to the Contracting Officer.

(6) Interest.

(i) All amounts that become payable by the Contractor to the Government under this contract shall bear simple interest from the date due until paid unless paid within 30 days of becoming due. The interest rate shall be the interest rate established by the Secretary of the Treasury as provided in 41 U.S.C. 7109, which is applicable to the period in which the amount becomes due, as provided in (i)(6)(v) of this clause, and then at the rate applicable for each six-month period as fixed by the Secretary until the amount is paid.

(ii) The Government may issue a demand for payment to the Contractor upon finding a debt is due under the contract.

(iii) Final decisions. The Contracting Officer will issue a final decision as required by 33.211 if—

(A) The Contracting Officer and the Contractor are unable to reach agreement on the existence or amount of a debt within 30 days;

(B) The Contractor fails to liquidate a debt previously demanded by the Contracting Officer within the timeline specified in the demand for payment unless the amounts were not repaid because the Contractor has requested an installment payment agreement; or

(C) The Contractor requests a deferment of collection on a debt previously demanded by the Contracting Officer (see 32.607-2).

(iv) If a demand for payment was previously issued for the debt, the demand for payment included in the final decision shall identify the same due date as the original demand for payment.

(v) Amounts shall be due at the earliest of the following dates:

(A) The date fixed under this contract.

(B) The date of the first written demand for payment, including any demand for payment resulting from a default termination.

(vi) The interest charge shall be computed for the actual number of calendar days involved beginning on the due date and ending on—

(A) The date on which the designated office receives payment from the Contractor;

(B) The date of issuance of a Government check to the Contractor from which an amount otherwise payable has been withheld as a credit against the contract debt; or

(C) The date on which an amount withheld and applied to the contract debt would otherwise have become payable to the Contractor.

(vii) The interest charge made under this clause may be reduced under the procedures prescribed in 32.608-2 of the Federal Acquisition Regulation in effect on the date of this contract.

(j) Risk of loss. Unless the contract specifically provides otherwise, risk of loss or damage to the supplies provided under this contract shall remain with the Contractor until, and shall pass to the Government upon:

(1) Delivery of the supplies to a carrier, if transportation is f.o.b. origin; or

(2) Delivery of the supplies to the Government at the destination specified in the contract, if transportation is f.o.b. destination.

(k) Taxes. The contract price includes all applicable Federal, State, and local taxes and duties.

(l) Termination for the Government's convenience. The Government reserves the right to terminate this contract, or any part hereof, for its sole convenience. In the event of such termination, the Contractor shall immediately stop all work hereunder and shall immediately cause any and all of its suppliers and subcontractors to cease work. Subject to the terms of this contract, the Contractor shall be paid a percentage of the contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges the Contractor can demonstrate to the satisfaction of the Government using its standard record keeping system, have resulted from the termination. The Contractor shall not be required to comply with the cost accounting standards or contract cost principles for this purpose. This paragraph does not give the Government any right to audit the Contractor's records. The Contractor shall not be paid for any work performed or costs incurred which reasonably could have been avoided.

(m) Termination for cause. The Government may terminate this contract, or any part hereof, for cause in the event of any default by the Contractor, or if the Contractor fails to comply with any contract terms and conditions, or fails to provide the Government, upon request, with adequate assurances of future performance. In the event of termination for cause, the Government shall not be liable to the Contractor for any amount for supplies or services not accepted, and the Contractor shall be liable to the Government for any and all rights and remedies provided by law. If it is determined that the Government improperly terminated this contract for default, such termination shall be deemed a termination for convenience.

(n) Title. Unless specified elsewhere in this contract, title to items furnished under this contract shall pass to the Government upon acceptance, regardless of when or where the Government takes physical possession.

(o) Warranty. The Contractor warrants and implies that the items delivered hereunder are merchantable and fit for use for the particular purpose described in this contract.

(p) Limitation of liability. Except as otherwise provided by an express warranty, the Contractor will not be liable to the Government for consequential damages resulting from any defect or deficiencies in accepted items.

(q) Other compliances. The Contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract.

(r) Compliance with laws unique to Government contracts. The Contractor agrees to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated funds to influence certain Federal contracts; 18 U.S.C. 431 relating to officials not to benefit; 40 U.S.C. chapter 37, Contract Work Hours and Safety Standards; 41 U.S.C. chapter 87, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409 relating to whistleblower protections; 49 U.S.C. 40118, Fly American; and 41 U.S.C. chapter 21 relating to procurement integrity.

(s) Order of precedence. Any inconsistencies in this solicitation or contract shall be resolved by giving precedence in the following order:

(1) The schedule of supplies/services.

(2) The Assignments, Disputes, Payments, Invoice, Other Compliances, Compliance with Laws Unique to Government Contracts, and Unauthorized Obligations paragraphs of this clause;

(3) The clause at 52.212-5.

(4) Addenda to this solicitation or contract, including any license agreements for computer software.

(5) Solicitation provisions if this is a solicitation.

(6) Other paragraphs of this clause.

(7) The Standard Form 1449.

(8) Other documents, exhibits, and attachments

(9) The specification.

(t) [Reserved]

(u) Unauthorized Obligations.

(1) Except as stated in paragraph (u)(2) of this clause, when any supply or service acquired under this contract is subject to any End User License Agreement (EULA), Terms of Service (TOS), or similar legal instrument or agreement, that includes any clause requiring the Government to indemnify the Contractor or any person or entity for damages, costs, fees, or any other loss or liability that would create an Anti-Deficiency Act violation (31 U.S.C. 1341), the following shall govern:

(i) Any such clause is unenforceable against the Government.

(ii) Neither the Government nor any Government authorized end user shall be deemed to have agreed to such clause by virtue of it appearing in the EULA, TOS, or similar legal instrument or agreement. If the EULA, TOS, or similar legal instrument or agreement is invoked through an “I agree” click box or other comparable mechanism (e.g., “click-wrap” or “browse-wrap” agreements), execution does not bind the Government or any Government authorized end user to such clause.

(iii) Any such clause is deemed to be stricken from the EULA, TOS, or similar legal instrument or agreement.

(2) Paragraph (u)(1) of this clause does not apply to indemnification by the Government that is expressly authorized by statute and specifically authorized under applicable agency regulations and procedures.

(v) Incorporation by reference. The Contractor’s representations and certifications, including those completed electronically via the System for Award Management (SAM), are incorporated by reference into the contract.

(End of Clause) ADDENDUM to FAR 52.212-4 CONTRACT TERMS AND CONDITIONS—COMMERCIAL ITEMS Clauses that are incorporated by reference (by Citation Number, Title, and Date), have the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available.

The following clauses are incorporated into 52.212-4 as an addendum to this contract:

C.2 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this/these address(es):

http://www.acquisition.gov/far/index.html http://www.va.gov/oal/library/vaar/

(End of Clause)

C.3 52.204-9 PERSONAL IDENTITY VERIFICATION OF CONTRACTOR PERSONNEL (JAN 2011)

(a) The Contractor shall comply with agency personal identity verification procedures identified in the contract that implement Homeland Security Presidential Directive-12 (HSPD-12), Office of Management and Budget (OMB) guidance M-05-24, and Federal Information Processing Standards Publication (FIPS PUB) Number 201.

(b) The Contractor shall account for all forms of Government-provided identification issued to the Contractor employees in connection with performance under this contract. The Contractor shall return such identification to the issuing agency at the earliest of any of the following, unless otherwise determined by the Government:

(1) When no longer needed for contract performance.

(2) Upon completion of the Contractor employee's employment.

(3) Upon contract completion or termination.

(c) The Contracting Officer may delay final payment under a contract if the Contractor fails to comply with these requirements.

(d) The Contractor shall insert the substance of this clause, including this paragraph (d), in all subcontracts when the subcontractor's employees are required to have routine physical access to a Federally-controlled facility and/or routine access to a Federally-controlled information system. It shall be the responsibility of the prime Contractor to return such identification to the issuing agency in accordance with the terms set forth in paragraph (b) of this section, unless otherwise approved in writing by the Contracting Officer.

(End of Clause)

C.4 52.204-13 SYSTEM FOR AWARD MANAGEMENT MAINTENANCE (OCT 2018)

(a) Definitions. As used in this clause— Electronic Funds Transfer (EFT) indicator means a four-character suffix to the unique entity identifier. The suffix is assigned at the discretion of the commercial, nonprofit, or Government entity to establish additional System for Award Management (SAM) records for identifying alternative EFT accounts (see subpart 32.11) for the same entity.

Registered in the System for Award Management (SAM) means that—

(1) The Contractor has entered all mandatory information, including the unique entity identifier and the EFT indicator (if applicable), the Commercial and Government Entity (CAGE) code, as well as data required by the Federal Funding Accountability and Transparency Act of 2006 (see subpart 4.14), into SAM;

(2) The Contractor has completed the Core, Assertions, Representations and Certifications, and Points of Contact sections of the registration in SAM;

(3) The Government has validated all mandatory data fields, to include validation of the Taxpayer Identification Number (TIN) with the Internal Revenue Service (IRS). The Contractor will be required to provide consent for TIN validation to the Government as a part of the SAM registration process; and

(4) The Government has marked the record “Active”.

System for Award Management (SAM) means the primary Government repository for prospective Federal awardee and Federal awardee information and the centralized Government system for certain contracting, grants, and other assistance-related processes. It includes—

(1) Data collected from prospective Federal awardees required for the conduct of business with the Government;

(2) Prospective contractor-submitted annual representations and certifications in accordance with FAR subpart 4.12; and

(3) Identification of those parties excluded from receiving Federal contracts, certain subcontracts, and certain types of Federal financial and non-financial assistance and benefits.

Unique entity identifier means a number or other identifier used to identify a specific commercial, nonprofit, or Government entity. See http://www.sam.gov for the designated entity for establishing unique entity identifiers.

(b) If the solicitation for this contract contained the provision 52.204–7 with its Alternate I, and the Contractor was unable to register prior to award, the Contractor shall be registered in SAM within 30 days after award or before three days prior to submission of the first invoice, whichever occurs first.

(c) The Contractor shall maintain registration in SAM during contract performance and through final payment of any contract, basic agreement, basic ordering agreement, or blanket purchasing agreement. The Contractor is responsible for the currency, accuracy and completeness of the data within SAM, and for any liability resulting from the Government’s reliance on inaccurate or incomplete data. To remain registered in SAM after the initial registration, the Contractor is required to review and update on an annual basis, from the date of initial registration or subsequent updates, its information in SAM to ensure it is current, accurate and complete. Updating information in SAM does not alter the terms and conditions of this contract and is not a substitute for a properly executed contractual document.

(d)(1)(i) If a Contractor has legally changed its business name or ‘‘doing business as’’ name (whichever is shown on the contract), or has transferred the assets used in performing the contract, but has not completed the necessary requirements regarding novation and change-of-name agreements in subpart 42.12, the Contractor shall provide the responsible Contracting Officer a minimum of one business day’s written notification of its intention to—

(A) Change the name in SAM;

(B)Comply with the requirements of subpart 42.12 of the FAR; and

(C) Agree in writing to the timeline and procedures specified by the responsible Contracting Officer. The Contractor shall provide with the notification sufficient documentation to support the legally changed name.

(ii) If the Contractor fails to comply with the requirements of paragraph (d)(1)(i) of this clause, or fails to perform the agreement at paragraph (d)(1)(i)(C) of this clause, and, in the absence of a properly executed novation or change-of-name agreement, the SAM information that shows the Contractor to be other than the Contractor indicated in the contract will be considered to be incorrect information within the meaning of the ‘‘Suspension of Payment’’ paragraph of the electronic funds transfer (EFT) clause of this contract.

(2) The Contractor shall not change the name or address for EFT payments or manual payments, as appropriate, in SAM record to reflect an assignee for the purpose of assignment of claims (see FAR subpart 32.8, Assignment of Claims). Assignees shall be separately registered in SAM. Information provided to the Contractor's SAM record that indicates payments, including those made by EFT, to an ultimate recipient other than that Contractor will be considered to be incorrect information within the meaning of the “Suspension of Payment” paragraph of the EFT clause of this contract.

(3) The Contractor shall ensure that the unique entity identifier is maintained with the entity designated at www.sam.gov for establishment of the unique entity identifier throughout the life of the contract. The Contractor shall communicate any change to the unique entity identifier to the Contracting Officer within 30 days after the change, so an appropriate modification can be issued to update the data on the contract. A change in the unique entity identifier does not necessarily require a novation be accomplished.

(e) Contractors may obtain additional information on registration and annual confirmation requirements at www.sam.gov.

(End of Clause)

C.5 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within…